16-100 Ralph Andersen & Associates, Professional Services Agreement Executive Search Services for Director of Recreation and Community Services( "-Ralph Andersen t1 & Associates
Professional Services Agreement
Executive Search Services
This Agreement is made by and between the City of Cupe1tino ("the City"), and Ralph Andersen
& Associates ("the Consultant").
l . Search Engagement. The City agrees to engage the Consultant to perform those services
desc1ibed below, for completion of the project described as follows: Director of Recreation
and Community Services Executive Search Services ("the Search").
2 . Services . The Consultant agrees to perfonn certain services necessary for completion of the
Search, which services shall include , without limitation, the following:
a) Position Analysis
b) Adve1tising Campaign
c) Candidate Identification
d) Resume Review and Screening
e) Preliminary Interviews
f) Detailed Reference Checks
g) Recruitment Report
h) Client/Finalist [nterviews
i) Final Interview Assistance
j) Follow-up CoITespondence
3 . Relationship . The Consultant is an independent contractor and is not to be considered an
agent or employee of the City.
4 . Co mpensation . As full compensation for the Consultant's professional services performed
hereunder, the City shall pay the Consultant the fixed amount of $25,400 (Twenty-five
Thousand Four Hundred Dollars) ("fixed fee"). Expenses include such items as advertising,
consultant travel (up to 2 hips to the City), cle1ical , graphics, research , printing and binding,
postage and delivery, verifications and lnternet and Lexis/Nexis searches on the top two (2)
candidates, and long-distance telephone charges . The City will be responsible for all
. -1 J ,. u d ; / ,. o n o 1 1:· \ c e 1 1 < 11 c e s· , 11 c c <.) 7 :!
Professio nal Services Agree ment
Executive Search S ervices
Page 2
Candidate expenses related to onsite interviews . Any consultant travel outside the scope of
this Agreement will be billed to the City for actual expenses only.
5 . Compensation for Additional Services. In the event the City requires services in addition to
those described in Paragraph 2, the Consultant shall be compensated at the Consultant's
standard hourly rates for professional services plus reimbursement of expenses described
above.
6. Method of Payment. The City will be invoiced in 4 (four) payments as follows:
a) Upo n contract execution -$6,350 (Six Thousand Three Hundred Fifty Dollars)
b) After the closing date -$6,350 (Six Thousand Three Hundred Fifty Dollars)
c) After finalist interviews -$6,350 (Six Thousand Three Hundred Fifty Dollars)
d) Upon placement-$6,350 (Six Thousand Three Hundred Fifty Dollars)
7. Term. The term of this agreement shall commence upon execution of this Agreement by
both parties, at which time the Consultant shall begin work on the Search and shall continue,
subject to the te1mination provisions of Paragraph 9, until the date that the Consultant
completes the Search. The time of completion of the Search is estimated to be 60 to 75 days
(sixty to seventy-five days) from project initiation.
8. Guarantee. If, during the first year of employment, the new Director of Recreation and
Community Services resigns or is dismissed for cause by the City, the Consultant agrees to
perform another search for a Director of Recreation and Community Services for no
professional services fee. The Consultant shall be entitled to reimbursement of expenses
described above and incurred during such search.
9. Termination. This agreement may be terminated: (a) by either party at any time for failure
of the other pmty to comply with the terms and conditions of this Agreement; (b) by either
party upon 10 days prior w1itten notice to the other party; or ( c) upon mutual written
agreement of both parties. In the event of te1mination, the Consultant shall stop work
immediately and shall be entitled to compensation for professional service fees and for
expense reimbursement to the date of tennination.
I 0. Insurance. The Consultant shall maintain in force during the term of the agreement,
Comprehensive General Liability Insurance with the Extended Liability Endorsement,
including Personal Injury; Commercial Umbrella Liability ; Automobile Liability Insurance ,
including Non-Owned and Hired Liability; and Workers' Compensation and Employers'
Liability Insurance . Such insurance shall be in mnounts reasonably satisfactory to the City.
11. Hold Harmless. The Consultant shall be responsible for its acts of negligence, and the City
shall be responsible for its acts of negl ige nce. The Consultant agrees to indemnify and hold
the City harmless from any and all claims , demands, actions and causes of action to the
extent caused by the negligent acts of the Consultant, its officers , age nts and employees , by
reason of the performance of this agreement. This indem nity shall not be construed to require
indemnification of others.
Professional S ervices Agreement
Executive Search Services
Page 3
12 . Miscellaneous .
a) The entire agreement between the parties with respect to the subject matter hereunder
is contained in this agreement.
b) Neither this agreement nor any rights or obligations hereunder shall be assigned or
delegated by th e Consultant without the prior written consent of the City.
c) This agreement shall be modifi ed only by a written agreement duly executed by the
City and the Consultant.
d) Should any of the provisions hereunder be found to be invalid, void or voi dabl e by a
comi, the remaining provisions shall remain in full force and effect.
e) This agreement shall be governed by and construed in accordance with the laws of the
State of California.
f) All notices required or pennitted under this agreement shall be deem ed to ha ve been
given if and when deposited in the United States mail, properly stamped and
addressed to the party for whom intended at such party's address listed below , or
when delivered personally to such party. A party may change its address for notice
hereunder by giving w1itten notice to the other patiy.
APPROVED:
RALPH ANDERSEN & ASSOCIATES
Name P1inted : Heather Renschler
Title: President/CEO
Date: July 25, 2016
5800 Stanford Ranch Road , Suite 410
Rocklin , California 95765
(916) 630-4900
FAX: (916) 630-4911
Website: www.rafphanders en .com
CITY OF CUPERTINO
By:(M~~
Name Printed: Nish~ ~l-'v0
Title :D\v-cft At:tn;., S2MU2 S
Date: "7 J ~// (t1
I
10300 Tone A ve nue
Cupetiino, California 95014
(408) 777-3200
FAX: (408) 777-3366
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